XTL Biopharmaceuticals Announces ADS Ratio Change

Rhea-AI Summary

XTL Biopharmaceuticals (Nasdaq:XTLB) will change its American Depositary Share ratio from 1 ADS = 100 ordinary shares to 1 ADS = 400 ordinary shares, effective March 25, 2026. The move acts as a one-for-four reverse ADS split for ADS holders and will not affect ordinary shares.

Registered certificated ADS holders must surrender certificates for exchange; DRS and DTC holders will be exchanged automatically. No fees will be charged; fractional ADS entitlements will be aggregated and sold with net proceeds distributed to holders. Trading will continue under XTLB.

Positive

• ADS ratio change simplifies ADS structure to 1:400
• No fees charged to ADS holders for the exchange
• Automatic exchange for DRS and DTC holders reduces required investor action

Negative

• Reverse ADS split effectively reduces ADS count by 75%
• Potential short-term volatility as ADS price is expected to rise proportionally

Key Figures

Current ADS ratio: 1 ADS : 100 ordinary shares New ADS ratio: 1 ADS : 400 ordinary shares Effective date: March 25, 2026 +2 more

5 metrics

Current ADS ratio 1 ADS : 100 ordinary shares Existing ADS Ratio before change

New ADS ratio 1 ADS : 400 ordinary shares ADS Ratio after change

Effective date March 25, 2026 ADS Ratio Change effective date

Exchange ratio 1 new ADS for 4 existing ADSs Reverse ADS split mechanics

Par value NIS 0.1 per share Par value of ordinary shares

Market Reality Check

Price: $0.5900 Vol: Volume 8,132 vs 20-day av...

low vol

$0.5900 Last Close

Volume Volume 8,132 vs 20-day average 26,496 (0.31x typical activity). low

Technical Price 0.591 is trading below the 200-day MA of 1.09, near the 52-week low of 0.5301.

Peers on Argus

XTLB was down 0.67% with low volume while peers were mixed: IMRN -2.18%, APLM -2...

1 Down

XTLB was down 0.67% with low volume while peers were mixed: IMRN -2.18%, APLM -2.05%, BRTX scanner reading -3.57%, LPTX +238.84%, PHIO +0.85%. Moves appear stock-specific rather than a coordinated sector reaction.

Historical Context

5 past events · Latest: Feb 27 (Negative)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 27	Nasdaq delist notice	Negative	+0.3%	Nasdaq staff deemed XTL a public shell and moved toward delisting.
Jan 29	Equity remedy plan	Positive	+1.7%	Update on NeuroNOS deal and up to US$2.0M private placement to regain equity compliance.
Jan 23	Equity deficiency	Negative	-10.1%	Nasdaq notice on $47,000 stockholders’ equity deficit vs $2,500,000 minimum.
Jan 13	NeuroNOS acquisition	Positive	+56.7%	Agreement to acquire 85% of NeuroNOS with cash, shares, and milestone structure.
Dec 24	Bid price deficiency	Negative	-5.7%	Nasdaq notice that 30-day closing bid fell below the $1.00 minimum.

Pattern Detected

Shares usually move in line with news tone; only one recent event showed a mild divergence.

Recent Company History

Over the last few months, XTLB has faced multiple Nasdaq compliance issues around $1.00 bid price and $2,500,000 stockholders’ equity, alongside strategic efforts like the proposed NeuroNOS acquisition. Positive corporate actions, such as the NeuroNOS deal, saw a strong move of +56.66%, while deficiency notices generally triggered declines. The current ADS ratio change echoes prior attempts to address listing requirements without altering underlying ordinary shares or fundamentals.

Market Pulse Summary

This announcement details a change in XTLB’s ADS ratio from 1:100 to 1:400, effectively a one-for-fo...

Analysis

This announcement details a change in XTLB’s ADS ratio from 1:100 to 1:400, effectively a one-for-four reverse ADS split with no impact on the number of underlying ordinary shares. It comes after multiple Nasdaq notices regarding bid price, stockholders’ equity, and a staff determination questioning continued listing. Investors may focus on how this structural action interacts with prior compliance milestones, upcoming hearing outcomes, and any future strategic or financing updates.

Key Terms

american depositary shares, ads ratio, depositary bank, direct registration system, +1 more

5 terms

american depositary shares financial

"it plans to change the ratio of its American Depositary Shares ("ADSs")"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

ads ratio financial

"par value NIS0.1 per share (the "ADS Ratio"), from the current ADS Ratio"

The ads ratio measures the proportion of a company's revenue that comes from advertising activities compared to other sources. It helps investors understand how much of a company's income depends on advertising efforts, similar to how a restaurant's income might rely heavily on dine-in sales versus takeout. A higher ads ratio indicates a greater dependence on advertising-related revenue, which can signal potential risks or opportunities depending on market trends.

depositary bank financial

"surrender their certificated ADSs to the depositary bank for cancellation"

A depositary bank is a financial institution that holds and safeguards a company's or investor’s securities, such as stocks or bonds, in a secure account. It acts like a digital safe, ensuring that ownership records are accurate and that transactions are processed smoothly. For investors, it provides confidence that their investments are protected and correctly recorded, making buying, selling, or transferring securities reliable and efficient.

direct registration system financial

"Holders of uncertificated ADSs in the Direct Registration System ("DRS")"

A direct registration system allows investors to register their ownership of securities directly with the issuing company or its transfer agent, rather than holding shares through a broker or intermediary. This setup gives investors more control over their holdings and simplifies the process of buying or selling shares. It is important because it can reduce costs, increase transparency, and provide a clearer record of ownership.

the depository trust company financial

"and in The Depository Trust Company ("DTC") will have their ADSs automatically"

The Depository Trust Company is a large organization that safely manages and keeps electronic records of ownership for stocks, bonds, and other securities. It acts like a digital warehouse, making it easier and faster for investors to buy, sell, and transfer investments without needing physical paper certificates. This helps ensure transactions are secure, accurate, and completed smoothly.

AI-generated analysis. Not financial advice.

RAMAT GAN, ISRAEL, March 20, 2026 (GLOBE NEWSWIRE) -- XTL Biopharmaceuticals Ltd. (Nasdaq:XTLB) (TASE:XTLB.TA) (the “Company” or “XTL”), announced today that it plans to change the ratio of its American Depositary Shares ("ADSs") to its ordinary shares, par value NIS0.1 per share (the "ADS Ratio"), from the current ADS Ratio of one (1) ADS to one hundred (100) ordinary shares, to a new ADS Ratio of one (1) ADS to four hundred (400) ordinary shares (the "ADS Ratio Change"). The Company anticipates that the ADS Ratio Change will be effective on March 25, 2026 (the "Effective Date").

For the Company's ADS holders, the change in the ADS Ratio will have the same effect as a one-for-four reverse ADS split. On the Effective Date, registered holders of company ADSs held in certificated form will be required on a mandatory basis to surrender their certificated ADSs to the depositary bank for cancellation and will receive one (1) new ADS in exchange for every four (4) existing ADSs then-held. Holders of uncertificated ADSs in the Direct Registration System ("DRS") and in The Depository Trust Company ("DTC") will have their ADSs automatically exchanged and need not take any action. The exchange of every four existing ADSs for one (1) new ADS will occur automatically, with existing ADSs being cancelled and new ADSs being issued by the depositary bank on the Effective Date.

XTL's ADSs will continue to be traded under the ticker symbol "XTLB" on the Nasdaq Capital Market. No fees will be charged to ADS holders, for both certificated or uncertificated ADSs, in connection with the exchange of existing ADSs for new ADSs. 

No fractional new ADSs will be issued in connection with the change in the ADS Ratio. Instead, fractional entitlements to new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional ADS entitlements (after deduction of fees, taxes and expenses) will be distributed to the applicable ADS holders by the depositary bank. The ADS Ratio Change will have no impact on XTL's underlying ordinary shares, and no ordinary shares will be issued or cancelled in connection with the ADS Ratio Change.

As a result of the change in the ADS Ratio, XTL's ADS trading price is expected to increase proportionally, although the Company can give no assurance that the ADS trading price after the ADS Ratio Change will be equal to or greater than four times the trading price per ADS before the change.

About XTL Biopharmaceuticals Ltd.

XTL is an IP Portfolio company that holds an IP portfolio including hCDR1 for Lupus (SLE) and Sjögren's Syndrome (SS) that the company sublicenses. The company actively pursues strategic collaborations and acquisitions to expand its therapeutic portfolio into high-value disease areas.

XTL trades on the Nasdaq Capital Market (NASDAQ: XTLB) and Tel Aviv Stock Exchange (TASE: XTLB.TA).

Cautionary Note Regarding Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements contained in this communication that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of the Company and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to (i) whether to the Company will be able to receive sub-licensing fees relating to its Hcdr1 intellectual property, (ii) the Company’s ability to successfully manage and integrate joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition on the Company’s future business; (vi) the Company’s ability to protect its intellectual property; and (viii) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 20-F and current reports on Form 6-K filed by the Company with the Securities and Exchange Commission. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

For further information, please contact:

Investor Relations, XTL Biopharmaceuticals Ltd.
Tel: +972 3 611 6666
Email: info@xtlbio.com
www.xtlbio.com

FAQ

What exactly is XTLB announcing about its ADS ratio effective March 25, 2026?

XTLB is changing the ADS ratio from 1 ADS = 100 ordinary shares to 1 ADS = 400 ordinary shares. According to the company, this will be effective on March 25, 2026, and acts as a one-for-four reverse ADS split for ADS holders.

Do XTLB shareholders need to surrender certificates for the ADS ratio change?

Yes — registered holders of certificated ADSs must surrender certificates to the depositary bank for cancellation and receive new ADSs. According to the company, DRS and DTC uncertificated ADSs will be exchanged automatically without action required.

Will XTLB charge fees to ADS holders for the ADS exchange on March 25, 2026?

No — XTLB will not charge fees to ADS holders for the exchange of certificated or uncertificated ADSs. According to the company, the depositary bank will handle exchanges and charge no fees to holders for the process.

How will fractional XTLB ADS entitlements be handled after the ratio change?

Fractional new ADSs will not be issued; entitlements will be aggregated and sold by the depositary bank. According to the company, net cash proceeds (after fees, taxes, expenses) will be distributed to applicable ADS holders.

Will XTLB ordinary shares be affected by the ADS ratio change on March 25, 2026?

No — the ADS Ratio Change will not issue or cancel any ordinary shares and will not affect underlying ordinary share counts. According to the company, the change impacts only the ADS representation of ordinary shares.

What should XTLB investors expect for the ADS trading price after the March 25, 2026 change?

The ADS trading price is expected to increase proportionally, reflecting the one-for-four reverse ADS split. According to the company, there is no assurance the post-change price will equal or exceed four times the pre-change ADS price.